SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                   FORM 10-QSB

[X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
     ACT OF 1934

                  For the quarterly period ended June 30, 2003

                                       or

[ ]  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
     EXCHANGE ACT OF 1934

      For the transition period from ______________ to ___________________

                        Commission file number: 000-30583
                                                ---------

                               PRACTICEXPERT, INC.
                               -------------------
           (Name of Small Business Issuer as specific in its Charter)

               Nevada                                       87-0622329
               ------                                       ----------
   (State or Other Jurisdiction of                       (I.R.S. Employer
    Incorporation or Organization)                       Identification No.)

4130 Cahuenga Blvd, Suite 215, Toluca Lake, CA                 91602
----------------------------------------------                 -----
       (Address of Principal Executive Offices)             (Zip Code)

          Issuer's telephone number, including area code: 818-655-9945
                                                          ------------

                           Thaon Communications, Inc.
                           -------------------------
(Former name,former address and former fiscal year,if changed since last report)

Indicate by check mark whether the issuer (1) has filed all reports  required to
be filed by Section 13 or 15(d) of the  Securities  Exchange  Act of 1934 during
the  preceding 12 months (or for such shorter  periods that the  registrant  was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for the past 90 days. Yes X   No
                                      ---     ---

As of August 18,  2003,  the number of shares of Common  Stock  outstanding  was
10,248,930.

Transitional Small Business Disclosure Format (check one):  Yes [ ] No [X]




<PAGE>


                                TABLE OF CONTENTS
                                -----------------
                                                                           Page
                                                                           ----

PART I - FINANCIAL INFORMATION...............................................1

ITEM 1   FINANCIAL STATEMENTS................................................1

         Consolidated Balance Sheet as of June 30, 2003......................1

         Consolidated Statements of Operations for
         the six and three months ended June 30, 2003 and 2002...............2

         Consolidated Statements of Cash Flows for
         the six and three months ended June 30, 2003 and 2002...............3

         Notes to Consolidated Financial Statements..........................4

ITEM 2   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
         CONDITION AND RESULTS OF OPERATIONS................................13

ITEM 3   CONTROLS AND PROCEDURES............................................17

PART II - OTHER INFORMATION.................................................18

ITEM 1   LEGAL PROCEEDINGS..................................................18

ITEM 2   CHANGES IN SECURITIES..............................................18

ITEM 3   DEFAULTS UPON SENIOR SECURITIES....................................19

ITEM 4   SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS................19

ITEM 5   OTHER INFORMATION..................................................19

ITEM 6   EXHIBITS AND REPORTS ON FORM 8-K...................................20

SIGNATURES..................................................................21

<PAGE>
                         PART I - FINANCIAL INFORMATION


ITEM 1.   FINANCIAL STATEMENTS


                               PRACTICEXPERT, INC.
                     (Formerly, Thaon Communications, Inc.)
                           CONSOLIDATED BALANCE SHEET
                                  JUNE 30, 2003
                                   (Unaudited)

                                     ASSETS
                                     ------
<TABLE>
<S>                                                                            <C>
CURRENT ASSETS
     Cash & cash equivalents                                                     $    57,641
     Accounts receivable                                                             254,862
     Other current assets                                                              4,999
                                                                                 -----------
             Total current assets                                                    317,502

PROPERTY AND EQUIPMENT, net                                                          131,117

OTHER ASSETS
     Restricted cash                                                                 182,433
     Deposits                                                                          7,235

INTANGIBLES
     Software, net                                                                   270,579
     Client list, net                                                              1,462,092

ASSETS FROM DISCONTINUED OPERATION                                                   111,317

                                                                                 -----------
                                                                                 $ 2,482,275
                                                                                 ===========
                    LIABILITIES AND STOCKHOLDERS' DEFICIT
                    -------------------------------------

CURRENT LIABILITIES
     Accounts payable & accrued expenses                                         $   863,763
     Notes payable - related parties                                                 139,661
     Notes payable                                                                   394,547
     Advances                                                                        422,781
     Dividends payable                                                               634,187
     Liabilities from discontinued operations                                      3,926,569
                                                                                 -----------
             Total current liabilities                                             6,381,508

Note Payable, related party - Long term                                              264,806

COMMITMENTS

STOCKHOLDERS' DEFICIT
     Preferred stock - unclassified, authorized shares 36,000,000, none issued            --
     Preferred stock - Series A convertible 6%, $1 par value,
          authorized shares 3,000,000, issued and outstanding 500,000                500,000
     Preferred stock - Series B convertible 8%, $1 par value,
          authorized shares 2,000,000, issued and outstanding 140,727                502,697
     Preferred stock - Series C convertible 6%, $.001 par value,
          authorized shares 2,000,000, issued and outstanding 140,727                  1,845
     Preferred stock - Series D convertible 6%, $1 par value;
          authorized shares 3,000,000, issued and outstanding 3,000,000            3,000,000
     Preferred stock - Series E convertible 8%, $.001 par value;
          authorized shares 2,000,000, issued and outstanding 50,000                      50
     Preferred stock - Series F convertible 8%, $.001 par value;
          authorized shares 2,000,000, issued and outstanding 50,000                      50
     Common stock, $.001 par value; authorized shares 200,000,000;
      issued and outstanding 8,480,619                                                 8,481
     Shares to be issued, 13,333 shares of Series F preferred stock, and
        74,500 shares of common stock                                                 64,700
     Treasury Stock, 49,000 shares of common stock                                  (285,000)
     Additional paid in capital                                                      518,906
     Accumulated deficit                                                          (8,475,768)
                                                                                 -----------
             Total stockholders' deficit                                          (4,164,039)

                                                                                 -----------
                                                                                 $ 2,482,275
                                                                                 ===========

                                              1
</TABLE>
<PAGE>
                     (Formerly, Thaon Communications, Inc.)
                      CONSOLIDATED STATEMENTS OF OPERATION
     FOR THE THREE MONTH AND SIX MONTH PERIODS ENDED JUNE 30, 2003 AND 2002
                                   (Unaudited)
<TABLE>
<CAPTION>

                                                               For the three month period     For the six month period
                                                                     ended June 30,                ended June 30,
                                                                   2003           2002           2003          2002
                                                               -----------    -----------    -----------    -----------
<S>                                                          <C>             <C>            <C>            <C>

Net revenue                                                    $   924,172    $   283,081    $ 1,527,645    $   491,521

Operating expenses                                               1,306,309        275,033      1,991,330        512,308
                                                               -----------    -----------    -----------    -----------

Income (loss) from operations                                     (382,137)         8,048       (463,685)       (20,787)

Non-operating Income (expense):
      Gain (loss) on settlement of debts                          (116,761)            --       (116,761)       305,968
      Gain on disposal of asset                                     32,478             --         32,478             --
      Interest income                                                1,901             --          2,255             --
      Interest expense                                             (29,683)       (46,056)       (47,232)       (46,525)

                                                               -----------    -----------    -----------    -----------
      Total non-operating income (expense)                        (112,065)       (46,056)      (129,260)       259,443

                                                               -----------    -----------    -----------    -----------
Income (loss) from continuing operations before income taxes      (494,202)       (38,008)      (592,945)       238,656

Income taxes                                                         5,649            800          7,249          2,400
                                                               -----------    -----------    -----------    -----------

Loss from continuing operations                                   (499,851)       (38,808)      (600,194)       236,256

Discontinued operations
  Income from operations of  discontinued subsidiary
    (Less applicable income taxes of $3,249)                         4,874             --          4,874             --
  Gain (loss) on disposal of subsidiary, net                         7,878             --       (240,193)            --
                                                               -----------    -----------    -----------    -----------
  Income (loss) on disposal of subsidiary, net                      12,752             --       (235,319)            --
                                                               -----------    -----------    -----------    -----------

Net income (loss)                                                 (487,099)       (38,808)      (835,513)       236,256

Dividend requirement for preferred stock                          (189,627)            --       (208,627)            --
                                                               -----------    -----------    -----------    -----------

Net income (loss) applicable to common shareholders            $  (676,726)   $   (38,808)   $(1,044,140)   $   236,256
                                                               ===========    ===========    ===========    ===========

Basic and diluted weighted average number of
    common stock outstanding*                                    8,350,378      8,311,619      8,350,378      8,311,619
                                                               ===========    ===========    ===========    ===========

Basic and diluted net income (loss) per share                  $     (0.08)   $     (0.00)   $     (0.13)   $      0.03
                                                               ===========    ===========    ===========    ===========
<FN>
    * The basic and diluted net loss per share has been restated to retroactively effect 20:1 reverse
      split on July 21, 2003.

    Weighted average number of shares used to compute basic and diluted loss per share is the same at June 30, 2003,
     since the effect of dilutive securities is anti-dilutive.
</FN>
</TABLE>

                                       2
<PAGE>


                               PRACTICEXPERT, INC.
                     (Formerly, Thaon Communications, Inc.)
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
             FOR THE SIX MONTH PERIODS ENDED JUNE 30, 2003 AND 2002
                                   (Unaudited)
<TABLE>
<CAPTION>
                                                                                        2003          2002
                                                                                    -----------    ---------
<S>                                                                                <C>           <C>

   CASH FLOWS FROM OPERATING ACTIVITIES:
     Net income (loss)                                                              $(1,044,140)   $ 236,256
     Adjustments to reconcile net income (loss) to net cash
        provided by (used in) operating activities:
         Depreciation and amortization                                                  183,925       34,336
         Gain on disposal of asset                                                      (32,478)          --
         Gain (loss) on settlement of debts                                             116,761     (305,968)
         Disposal of subsidiaries                                                       235,319           --
         Shares issued for services                                                     378,795           --
         Shares to be issued for interest                                                 9,720           --
         (Increase) decrease in current assets
                Accounts receivable                                                     (55,411)     (59,974)
                Inventory                                                                14,500           --
                Other current assets                                                      2,979        5,852
         Increase (decrease) in current liabilities:
                Accounts payable and accrued expense                                     88,102       40,656
                Dividends payable                                                       144,073           --
                                                                                    -----------    ---------
     Total Adjustments                                                                1,086,285     (285,098)
                                                                                    -----------    ---------
                 Net cash provided by (used in) operating activities                     42,145      (48,842)
                                                                                    -----------    ---------

CASH FLOWS FROM INVESTING ACTIVITIES
         Restricted cash                                                                 (7,433)      17,765
         Cash paid in acquisition of subsidiaries                                            --       (1,625)
         Development of software                                                        (97,670)     (85,765)
         Purchase of property & equipment                                               (12,495)      (3,654)
                                                                                    -----------    ---------
                 Net cash used in investing activites                                  (117,598)     (73,279)
                                                                                    -----------    ---------

CASH FLOWS FROM FINANCING ACTIVITIES:
         Proceeds (payment) of loans from related parties                               (91,344)     424,984
         Cash received from shares to be issued                                          44,980           --
         Proceed from notes receivable                                                       --       55,725
         Proceed from notes payable                                                     145,486      123,900
                                                                                    -----------    ---------
                 Net cash provided by financing activities                               99,122      604,609
                                                                                    -----------    ---------

NET INCREASE IN CASH & CASH EQUIVALENTS                                                  23,669      482,488

CASH & CASH EQUIVALENTS, BEGINNING BALANCE                                               33,972       13,411
                                                                                    -----------    ---------

CASH & CASH EQUIVALENTS, ENDING BALANCE                                             $    57,641    $ 495,899
                                                                                    ===========    =========


                                       3
<PAGE>

</TABLE>



                               PRACTICEXPERT, INC.
                     (Formerly, Thaon Communications, Inc.)
              NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

1.     DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION

PracticeXpert,  Inc. (the "Company") was originally  incorporated under the name
Engineering Services, Inc. (a Nevada Corporation), on July 13, 1984. The Company
changed its name to Deep Earth,  Inc. in November of 1998. On November 29, 1999,
the Company  changed its name to  CastPro.com,  Inc. On December 31,  1999,  the
Company entered into a stock for stock exchange,  whereby it acquired all of the
stock of Castpro.com,  LLC, a newly organized  California  corporation formed to
conduct  the web cast  business,  in  exchange  for the  issuance  of  8,000,000
additional shares of its Common Stock. On December 29, 2000, the Company entered
into a stock for stock  exchange,  whereby it  acquired  all of the  outstanding
stock of Prime Time Media Solutions,  a Texas corporation  (PTMS) doing business
of acquiring and selling media time. On November 27, 2000,  the Company  changed
its name to Thaon Communications, Inc.

The Company  acquired 100% outstanding  shares of the Clover,  Inc. (AC) in June
2002 for a cash amount of $1,900. AC was formed on July 18, 2001 and on June 27,
2002,  a  certificate  of  fictitious  business  name was filed  for  conducting
business as, Ascent, Inc. AC is media planning, placement and consulting Company
based in  California.  AC had no business  activity and no assets or liabilities
through the acquisition date.

On June 27, 2003, the Company  entered into a stock  purchase  agreement for the
sale of all of the issued and  outstanding  stock of the  Clover,  Inc.,  to Mr.
Steve Aquavia, a former member of the Company's board of Directors.  Pursuant to
the Agreement,  the Company sold 1,000,000  shares of The Clover,  Inc.,  common
stock, which is all of the issued and outstanding stock of the Clover, Inc., for
consideration  of 100,000  shares of the  Company's  common  stock  owned by Mr.
Aquavia.

On April 11, 2003,  the Company  entered into a stock  purchase  agreement  with
PracticeXpert  Services  Corp.,  a  California  corporation,  ("PracticeXpert").
Pursuant to the Purchase Agreement,  which closed on April 11, 2003, the Company
purchased 92% of Practice Xpert's outstanding common stock in exchange for newly
issued  shares  of the  Company's  common  stock  and  shares  of the  Company's
Preferred  Series  C stock  to  former  owner  of  PracticeXpert  (the  "Selling
Shareholders"). As a group, the Selling Shareholders received 153,411,925 shares
of common stock and 1,845,000 shares of Preferred  Series C stock,  constituting
72.75% of the  Company's  voting  securities.  As a  condition  of the  Purchase
Agreement, on April 11, 2003, the officers of the Company resigned and the board
of directors appointed officers of Practice Xpert's as the Company's officers.

PracticeXpert  Services Corp., a healthcare  technology and services company, is
in the business of developing and deploying  systems,  technologies and services
designed to improve operational efficiencies,  reduce billing errors and enhance
cash flow for medical practitioners. Its services revolve around PracticeXpert's
flagship patent-pending  hand-held patient encounter system,  PracticeXpert(TM),
and  include  medical  billing,  collections,   transcription,   clinical  trial
accruals,  contracting  and  practice  management.   PracticeXpert  bundles  its
technology  applications with its billing and other practice management services
to provide a complete and integrated solution to its physician customers.

PracticeXpert  Services  Corp.  owns  100%  issued  and  outstanding  shares  of
Healthcare   Administrative   Management   Corporation   (HAMC),   a  California
corporation and K.R. Johnson and Associates (KRJA), an Idaho corporation.


                                       4
<PAGE>
                               PRACTICEXPERT, INC.
                     (Formerly, Thaon Communications, Inc.)
              NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Healthcare   Administrative   Management   Corporation   (HAMC),   a  California
corporation  was  formed  on July 29,  1997.  HAMC  specializes  in the  billing
services utilizing systems which physicians or nurse practitioners track patient
care data critical for reimbursement of medical bills by insurance companies and
government agencies.

K.R. Johnson and Associates  (KRJA), an Idaho corporation was formed on December
22, 1995.  KRJA provides  healthcare  consulting  and management  services.  The
services   include  accounts   receivable   management,   practice   management,
transcription, practice audits, medical billing and new practice startups.

On July 21, 2003, the Company changed its name to PracticeXpert, Inc.

Principles of Recapitalization
------------------------------

The  accompanying  financial  statements  for the period ended June 30, 2003 and
2002 include the accounts of the  PracticeXpert  for the six-month periods ended
June 30, 2003 and 2002.  The  operations  of the Company have been included with
those  of  PracticeXpert  since  the date of  consummation  of the  merger.  For
accounting  purposes,  the transaction between the Company and PracticeXpert has
been treated as a recapitalization  of PracticeXpert,  with PracticeXpert as the
accounting acquirer (reverse acquisition).

Basis of presentation
---------------------

The accompanying  unaudited condensed  consolidated interim financial statements
have  been  prepared  in  accordance  with  the  rules  and  regulations  of the
Securities and Exchange  Commission for the  presentation  of interim  financial
information,  but do not include all the information  and footnotes  required by
generally accepted accounting principles for complete financial statements.  The
audited  consolidated  financial statements for the year ended December 31, 2002
was filed on April 11, 2003 with the Securities and Exchange  Commission and are
hereby  referenced.  In the opinion of management,  all  adjustments  considered
necessary for a fair presentation have been included.  Operating results for the
six-month  period  ended June 30,  2003 are not  necessarily  indicative  of the
results that may be expected for the year ended December 31, 2003.

Segment Reporting
-----------------

Statement of Financial  Accounting  Standards No. 131 ("SFAS 131"),  "Disclosure
About  Segments of an Enterprise  and Related  Information"  requires use of the
"management approach" model for segment reporting. The management approach model
is based on the way a company's management organizes segments within the company
for making operating  decisions and assessing  performance.  Reportable segments
are based on products  and  services,  geography,  legal  structure,  management
structure,  or any other  manner in which  management  disaggregates  a company.
Currently,  SFAS  131 has no  effect  on the  Company's  consolidated  financial
statements as substantially all of the Company's operations are conducted in one
industry segment.

2.     PRINCIPLES OF CONSOLIDATION

The Consolidated  Financial  Statements  include the accounts of the Company and
its  wholly  owned  subsidiaries   PracticeXpert  Services,   Corp.,  Healthcare
Administration  Management  Corp.  and KR Johnson & Associates.  The  historical
results for the period ended June 30, 2002 include PracticeXpert Services, Corp.
and HAMC.  All  significant  inter-company  transactions  and balances have been
eliminated for the periods ended June 30, 2003 and 2002.

                                       5
<PAGE>

                               PRACTICEXPERT, INC.
                     (Formerly, Thaon Communications, Inc.)
              NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

3.     RECENT PRONOUNCEMENTS

In  December  2002,  the FASB issued  SFAS No. 148  "Accounting  for Stock Based
Compensation-Transition  and  Disclosure".  SFAS No.  148 amends  SFAS No.  123,
"Accounting for Stock Based  Compensation",  to provide  alternative  methods of
transition  for a voluntary  change to the fair value based method of accounting
for stock-based employee  compensation.  In addition,  this Statement amends the
disclosure  requirements  of Statement 123 to require  prominent  disclosures in
both annual and interim financial  statements about the method of accounting for
stock-based employee compensation and the effect of the method used, on reported
results.  The Statement is effective for the Companies' interim reporting period
ending  January 31,  2003.  . The  adoption of SFAS 148 does not have a material
effect on the earnings or financial position of the Company.

On April 30, 2003, the FASB issued FASB  Statement No. 149 (FAS 149),  Amendment
of Statement  133 on  Derivative  Instruments  and Hedging  Activities.  FAS 149
amends and  clarifies  the  accounting  guidance on (1)  derivative  instruments
(including certain derivative  instruments  embedded in other contracts) and (2)
hedging  activities  that fall within the scope of FASB  Statement  No. 133 (FAS
133), Accounting for Derivative Instruments and Hedging Activities. FAS 149 also
amends  certain  other  existing  pronouncements,  which  will  result  in  more
consistent reporting of contracts that are derivatives in their entirety or that
contain  embedded  derivatives  that  warrant  separate  accounting.  FAS 149 is
effective (1) for contracts  entered into or modified after June 30, 2003,  with
certain exceptions,  and (2) for hedging relationships designated after June 30,
2003. The guidance is to be applied  prospectively.  The Company does not expect
the adoption of SFAS No. 149 to have a material impact on its financial position
or results of operations or cash flows.

On May 15, 2003,  the Financial  Accounting  Standards  Board (FASB) issued FASB
Statement No. 150 (FAS 150),  Accounting for Certain Financial  Instruments with
Characteristics  of both Liabilities and Equity.  FAS 150 changes the accounting
for certain  financial  instruments  that,  under  previous  guidance,  could be
classified as equity or "mezzanine"  equity,  by now requiring those instruments
to be  classified  as  liabilities  (or  assets  in some  circumstances)  in the
statement of financial position.  Further, FAS 150 requires disclosure regarding
the terms of those instruments and settlement  alternatives.  FAS 150 affects an
entity's   classification  of  the  following   freestanding   instruments:   a)
Mandatorily  redeemable  instruments  b) Financial  instruments to repurchase an
entity's own equity instruments c) Financial  instruments  embodying obligations
that the issuer must or could  choose to settle by issuing a variable  number of
its shares or other  equity  instruments  based  solely on (i) a fixed  monetary
amount known at inception or (ii) something other than changes in its own equity
instruments  d) FAS 150  does not  apply to  features  embedded  in a  financial
instrument that is not a derivative in its entirety.  The guidance in FAS 150 is
generally effective for all financial instruments entered into or modified after
May 31, 2003,  and is otherwise  effective at the beginning of the first interim
period  beginning  after  June 15,  2003.  For  private  companies,  mandatorily
redeemable  financial  instruments  are subject to the provisions of FAS 150 for
the fiscal period beginning after December 15, 2003. The Company does not expect
the adoption of SFAS No. 150 to have a material impact on its financial position
or results of operations or cash flows.

4.     INTANGIBLE ASSETS

During  the  period  ended  June 30,  2003 and 2002,  PracticeXpert  capitalized
internal and external costs of $315,261 and $85,891,  respectively,  incurred to
develop  internal-use  computer  software during the application and development
stage.  Capitalized  software  is  amortized  over a period of 5 years using the

                                       6
<PAGE>
                               PRACTICEXPERT, INC.
                     (Formerly, Thaon Communications, Inc.)
              NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

straight-line method. Amortization began when the software was available for its
intended  use. The  amortization  amounts for the period ended June 30, 2003 and
2002 were $32,438 and $3,654,  respectively.  The Company evaluates  capitalized
software cost for  recoverability  and writes down such costs if the unamortized
cost is lower than its net realizable value.

The Company has client lists acquired through purchase of subsidiaries valued at
$1,699,900 and $676,063 as of June 30, 2003 and 2002, respectively.  This client
lists is amortized  over one to nine years.  The  amortization  expenses for the
period ended June 30, 2003 and 2002 were $105,974 and $19,585, respectively.

5.     STOCKHOLDERS' EQUITY

Stock Split
-----------

On January 10, 2003, the Company  executed a 50 to 1 reverse stock split for all
shareholders  of record as of January 9, 2003.  On July 21,  2003,  the  Company
executed a 20 to 1 reverse stock split for all shareholders of record. All share
and per share  data have been  retroactively  restated  to reflect  these  stock
splits.

Spin off of subsidiary
----------------------

On February 2003,  the Board of Directors  approved a dividend of 300,000 shares
of common  stock of Legal  Broadcast  Company  ("LBC"),  which  represented  the
Company's  15%  ownership  interest in LBC at that time, to all of the Company's
shareholders of record as of February 14, 2003, on a pro rata proportion  basis.
These 300,000  shares  represent all of the remaining  interest that the Company
held in LBC. The dividend  resulted in a charge of $248,071 to the equity of the
Company.

Preferred Stock
---------------

On October 17, 2001, the Company filed its  Certificate of Designation to change
the issuance of preferred  stock.  The Company is authorized to issue 50,000,000
shares of Preferred  stock,  of which  8,000,000  will have a par value of $1.00
(3,000,000  shares of 6% A convertible  Series,  2,000,000 shares of Series 8% B
convertible  Series and 3,000,000 shares of Series 6% D convertible  Series) and
42,000,000  will have a par value of  $0.001.  2,000,000  shares of Series E and
Series  F  Preferred  Stock,  each,  were  designated  with a value  of  $0.001.
Remaining shares in the category have not been designated through this date.

The Series A convertible  Preferred  stock, at the option of the holder thereof,
is convertible into fully paid share of common stock,  equal to the par value of
the Series A convertible Preferred stock being converted plus accrued and unpaid
dividends,  divided by closing  market price of the common  stock,  subject to a
maximum of 6,000,000 shares of common stock. The Series A convertible  Preferred
stock is  redeemable  by the  corporation  at any time at the rate of $1.00 plus
accrued and unpaid dividends. Upon receipt of notice of redemption,  the holders
of preferred  stock will have 30 days to convert Series A convertible  Preferred
stock into  common  stock.  The holders of Series D  convertible  stock shall be
entitled  to receive the  redemption  before the  holders of common  stock.  The
holders of the Series A convertible  stock are entitled to receive  dividends at
the rate of 6% per annum payable  yearly in shares of the  corporation's  common
stock.  The Series A  convertible  Preferred  stock  shall have the full  voting
rights.

The Series B convertible  Preferred  stock, at the option of the holder thereof,
is convertible  into fully paid share of common stock, on the basis of 10 shares
of common stock for each one share of Series B convertible Preferred stock being
converted plus accrued and unpaid dividends.  The Series B convertible Preferred

                                       7
<PAGE>
                               PRACTICEXPERT, INC.
                     (Formerly, Thaon Communications, Inc.)
              NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

stock is  redeemable  by the  corporation  at any time at the rate of $1.00 plus
accrued and unpaid dividends. The holders of Series B convertible stock shall be
entitled  to receive the  redemption  before the  holders of common  stock.  The
holders of the Series B convertible  stock are entitled to receive  dividends at
the rate of 8% per annum payable  yearly in shares of the  corporation's  common
stock.  The Series B  convertible  Preferred  stock  shall have the full  voting
rights and shall vote 10 votes per share of Series B Preferred Stock held.

The Series C  convertible  Preferred  stock is  entitled to receive 6% per annum
dividend, in preference to any other class. Class C convertible Preferred stock,
at the  option of the holder  thereof,  is  convertible  into 15 share of common
stock, The holders of Series C convertible stock shall be paid out of the assets
of the Company  prior and in preference  to any payment or  distribution  out of
assets  to the  holders  of the  common  stock or any  other  class of series of
capital  stock of the Company but  subordinate  to any  dividend  preference  of
Series A, D, E and F  Preferred  shares of the Company in amount per share equal
to $1.00 plus all declared but unpaid dividends on such shares to the date fixed
for distribution. The holders of Series C convertible Preferred stock shall have
the voting rights such holder's  shares of Series C Preferred are converted into
shares of common stock at which time the holder shall have the voting  rights of
the holders of common stock shares.

The Series D  convertible  Preferred  stock is  entitled to receive 6% per annum
dividend, in preference to any other class. Class D convertible Preferred stock,
at the option of the holder  thereof,  is  convertible  into fully paid share of
common stock, equal to the par value of the Class D convertible  Preferred stock
being converted plus accrued and unpaid dividends,  divided by 95% of the market
price of the common stock. The Class D convertible Preferred stock is redeemable
by the  corporation  at any time at the rate of $1.00  plus  accrued  and unpaid
dividends.  The  holders of Series D  convertible  stock  shall be  entitled  to
receive the redemption before the holders of any other series of preferred stock
and common stock. Upon receipt of notice of redemption, the holders of preferred
stock  will have 30 days to convert  Class D  convertible  Preferred  stock into
common  stock.  The Series D  convertible  Preferred  stock  shall have the full
voting rights and shall be entitled to vote 25 votes per each share.

The Series E convertible  Preferred  stock, at the option of the holder thereof,
is  convertible  into fully paid share of common  stock,  equal to two shares of
common stock for each one share of Series E  convertible  Preferred  stock being
converted plus accrued and unpaid dividends.  The Series E convertible Preferred
stock is  redeemable  by the  corporation  at any time at the rate of $1.25 plus
accrued and unpaid dividends. The holders of Series E convertible stock shall be
entitled  to receive the  redemption  before the  holders of common  stock.  The
holders of the Series E convertible  stock are entitled to receive  dividends at
the rate of 8% per annum payable  yearly in shares of the  corporation's  common
stock.  The Series E  convertible  Preferred  stock  shall have the full  voting
rights  and shall be  entitled  to vote two votes for each one share of Series E
Preferred Stock held.

The Series F convertible  Preferred  stock, at the option of the holder thereof,
is  convertible  into fully paid  share of common  stock,  equal to 10 shares of
common stock for each one share of Series F  convertible  Preferred  stock being
converted plus accrued and unpaid dividends.  The Series F convertible Preferred
stock is  redeemable by the  corporation  at any time at the rate of $ 1.25 plus
accrued and unpaid dividends. The holders of Series F convertible stock shall be
entitled  to receive the  redemption  before the  holders of common  stock.  The
holders of the Series F convertible  stock are entitled to receive  dividends at
the rate of 8% per  annum if paid in cash  and 12% per  annum if paid in  common
stock.  The Series F  convertible  Preferred  stock  shall have the full  voting
rights and shall be entitled to 10 votes per share.

As of June 30, 2003,  the Company has received cash in the amount of $10,000 for
13,333 shares of Series F preferred stock to be issued.

                                       8
<PAGE>
                               PRACTICEXPERT, INC.
                     (Formerly, Thaon Communications, Inc.)
              NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Common stock
------------

During the period ended June 30, 2003,  the Company  converted  20,000 shares of
series F  convertible  prefer  stock to 10,000  shares  of  common  stock of the
Company.

During the period  ended June 30,  2003,  the Company  issued  common  stocks in
exchange of various services to following parties:

The Company issued 28,312 shares of common stock as promotional & tradeshow fees
amounting  $37,020.  The  company  issued  140,000  shares of  common  stock for
consulting  services  amounting  $299,955.  The company  issued  7,500 shares of
common stock for legal  services  amounting  $16,125.  The Company  issued 3,979
shares of its common stock in against the building lease amounting  $3,600.  The
Company  issued  20,000  shares of common stock in exchange of video  production
amounting  $22,095.  The Company issued 281,836 shares of common stock valued at
$140,918 for the settlement of a note payable amounting $24,157.  The difference
of the note and the value of stock issued,  amounting $116,761 was recorded as a
loss on settlement of debt in the period ended June 30, 2003. The Company issued
22,500  shares of common  stock for  payments  of  accounts  payable and accrued
expense amounting $49,425.

The Company received cash amounting $44,980 for 70,000 shares to be issued as of
June 30, 2003.  The Company has 4,500  shares to be issued for accrued  interest
amounting $9,720 as of June 30, 2003.

Issuance of shares for service
------------------------------

The Company accounts for the issuance of equity instruments to acquire goods and
services.  The stocks were valued at the average fair market value of the freely
trading shares of the Company as quoted on OTCBB on the date of issuance

6.     SUPPLEMENTAL DISCLOSURE OF CASH FLOWS

The Company  prepares its statements of cash flows using the indirect  method as
defined under the Financial Accounting Standard No. 95.

The Company paid $0 for income tax and $34,424 for interest during the six month
period ended June 30, 2003.  The Company paid $10 for income tax and $46,525 for
interest during the six month period ended June 30, 2002

The cash  flow  statements  do not  include  following  non-cash  investing  and
financing activities:

During the period  ended June 30,  2003,  the Company  issued  28,312  shares of
common stock as  promotional & tradeshow  fees  amounting  $37,020.  The company
issued  140,000  shares  of  common  stock  for  consulting  services  amounting
$299,955.  The company  issued 7,500  shares of common stock for legal  services
amounting  $16,125.  The  Company  issued  3,979  shares of its common  stock in
against the building lease amounting $3,600. The Company issued 20,000 shares of
common  stock in exchange of video  production  amounting  $22,095.  The Company
issued 281,836 shares of common stock valued at $140,918 for the settlement of a
note payable amounting $24,157. The Company issued 22,500 shares of common stock
for payments of accounts payable and accrued expense amounting $49,425.


                                       9
<PAGE>
                               PRACTICEXPERT, INC.
                     (Formerly, Thaon Communications, Inc.)
              NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

The Company has 4,500 shares to be issued for accrued interest  amounting $9,720
as of June 30, 2003.

In the period ended June 30, 2003, the Company converted 20,000 shares of series
F convertible prefer stock to 10,000 shares of common stock of the Company.

7.     BASIC AND DILUTED NET LOSS PER SHARE

Basic and diluted net loss per share for the  six-month  periods  ended June 30,
2003 and 2002  were  determined  by  dividing  net loss for the  periods  by the
weighted average number of both basic and diluted shares of common stock and all
the convertible preferred stock are regarded as common stock equivalents and are
considered in diluted net loss per share  calculations.  Weighted average number
of shares used to compute basic and diluted loss per share is the same since the
effect of dilutive securities is anti-dilutive.

 8.    GOING CONCERN

The  accompanying  financial  statements  have been prepared in conformity  with
generally accepted accounting principle,  which contemplate  continuation of the
Company as a going  concern.  However,  the Company has  accumulated  deficit of
$8,475,768  including net losses applicable to common shareholders of $1,044,140
for the six-month periods ended June 30, 2003. The total  shareholders'  deficit
amounted to $4,164,039 on June 30, 2003.  The  continuing  losses have adversely
affected the liquidity of the Company. The Company faces continuing  significant
business risks including, but not limited to, its ability to maintain vendor and
supplier relationships by making timely payments when due.

In view of the matters described in the preceding paragraph, recoverability of a
major portion of the recorded  asset amounts shown in the  accompanying  balance
sheet is dependent  upon continued  operations of the Company,  which in turn is
dependent  upon the  Company's  ability  to  raise  additional  capital,  obtain
financing and to succeed in its future operations.  The financial  statements do
not include any adjustments relating to the recoverability and classification of
recorded asset amounts or amounts and  classification  of liabilities that might
be necessary should the Company be unable to continue as a going concern.

Management  has taken the following  steps to revise its operating and financial
requirements,  which it believes are  sufficient to provide the Company with the
ability to continue as a going concern.  Management devoted  considerable effort
during the period ended June 30, 2003,  towards (i) obtaining  additional equity
financing (ii) controlling of salaries and general and administrative  expenses,
and (iii) management of accounts payable.

In that regard,  on March 19, 2003,  the Company  entered into a stock  purchase
agreement (the  "Purchase  Agreement")  with Practice  Xpert  Services  Corp., a
California  corporation,  ("Practice  Xpert") engaged in the business of medical
billing and practice management.

9.     CONTINGENCIES

The  landlord of the building  where the  corporate  office was located  filed a
Complaint  against the Company for the unpaid  rental  payments  and  overvalued
stock  security  paid for prepaid  rent.  The Company  filed a response with the
court denying all allegations.  The management  believes that maximum  potential
additional liability from the overvalued stock security is $100,000.  The unpaid
rent liability has been accrued in the financial statements.

                                       10
<PAGE>
                               PRACTICEXPERT, INC.
                     (Formerly, Thaon Communications, Inc.)
              NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

A petition  was filed  against  the Company on August 22, 2002 by a law firm for
unpaid  attorney  fees of $58,889.  To date no action has been taken in the case
except the filing of a general  denial on behalf of the Company.  The Company is
seeking to arrange a mediated settlement.  The unpaid liability has been accrued
in the financial statements.

10.    DISCONTINUED OPERATIONS

On November 6, 2002, CastPro.com, LLC ("LLC"), a subsidiary of the Company filed
a Chapter 7 bankruptcy and on December 31, 2002, PTMS, subsidiary of the Company
filed a Chapter 7 bankruptcy.  The assets and liabilities of these  subsidiaries
are as follows as of June 30, 2003;




                                                      PTMS             Castpro
                                                      ----             -------

         Current assets                          $       2,569      $       -
         Non current assets                            108,748              -
                                                  ------------       -----------
         Total assets                                  111,317              -

         Account payable & accrued expenses          3,342,213         457,640
         Lease payable                                 126,713              -
                                                  ------------       -----------
         Total liabilities                       $   3,468,926       $  457,640


Total loss from these  discontinued  operations  was  $336,686  in the six month
period ended June 30, 2002.  There were no operations for such entities in 2003.
The bankruptcy is still pending subject to the court approval.

On June 27, 2003, the Company  entered into a stock  purchase  agreement for the
sale of all of the issued and  outstanding  stock of the  Clover,  Inc.,  to Mr.
Steve Aquavia, a former member of the Company's board of Directors.  Pursuant to
the Agreement,  the Company sold 1,000,000  shares of The Clover,  Inc.,  common
stock, which is all of the issued and outstanding stock of the Clover, Inc., for
consideration  of 100,000  shares of the  Company's  common  stock  owned by Mr.
Aquavia.  The net income from this discontinued  operation was $8,123 in the six
month period through June 27, 2003.

The assets and liabilities of this subsidiary were as follows as of June 30,
2003;

                       Total asset                $282,328
                       Total liabilities          $280,539

11.    RECLASSIFICATION

For comparative purposes,  prior period's consolidated financial statements have
been reclassified to conform with report classifications of the current period.

12.    ACQUISITION

The Company entered into a stock purchase  agreement (the "Purchase  Agreement")
with Practice Xpert Services Corp., a California corporation, ("Practice Xpert")
engaged in the business of medical billing and practice management.  Pursuant to
the Purchase  Agreement,  which closed on April 11, 2003, the Company  purchased
92% of Practice  Xpert's  outstanding  common stock in exchange for newly issued
shares of the  Company's  common  stock and  shares of the  Company's  Preferred

                                       11
<PAGE>
                               PRACTICEXPERT, INC.
                     (Formerly, Thaon Communications, Inc.)
              NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Series C stock to Jonathan Doctor, Monica Dedovich,  Zima Hartz, Michael Manahan
(the "Selling  Shareholders").  As a group,  the Selling  Shareholders  received
153,411,925  shares of common stock and 1,845,000  shares of Preferred  Series C
stock, constituting 72.75% of the Company's voting securities. As a condition of
the Purchase  Agreement,  on April 11, 2003, the current officers of the Company
resigned and the board of directors  appointed  officers of Practice  Xpert's as
the  Company's  officers.   Unaudited  proforma   information  related  to  this
acquisition is not included.

PracticeXpert  Services Corp., a healthcare  technology and services company, is
in the business of developing and deploying  systems,  technologies and services
designed to improve operational efficiencies,  reduce billing errors and enhance
cash flow for medical practitioners. Its services revolve around PracticeXpert's
flagship patent-pending  hand-held patient encounter system,  PracticeXpert(TM),
and  include  medical  billing,  collections,   transcription,   clinical  trial
accruals,  contracting  and  practice  management.   PracticeXpert  bundles  its
technology  applications with its billing and other practice management services
to provide a complete and integrated solution to its physician customers.

The  acquisition of  PracticeXpert  Services Corp. is accounted for as a reverse
acquisition  under the purchase method of accounting  since the  shareholders of
PracticeXpert  Services  Corp.  obtained  control  of the  consolidated  entity.
Accordingly,   the  merger  of  the  two   companies  has  been  recorded  as  a
recapitalization  of PracticeXpert  Services Corp., with PracticeXpert  Services
Corp.  being  treated as the  continuing  entity.  The  continuing  company  has
retained December 31 as its fiscal year end. Proforma  financial  statements are
not  presented  as the  operations  of the Company were  insignificant  prior to
merger.

13.    LOSS ON SETTLEMENT OF DEBTS

During the period  ended June 30, 2003,  the Company  issued  281,836  shares of
common stock valued at $140,918 for the  settlement of a note payable  amounting
$24,157.  The  difference of the note and the value of stock  issued,  amounting
$116,761 was recorded as a loss on settlement of debt.

14.    COMMITMENTS

The Company has office lease agreements for 7 and 8 years commenced  December 1,
2002 and  October 1, 1999.  Future  commitments  under  operating  leases are as
follows for the twelve month ending June 30:



                   2004                        $  162,612
                   2005                           169,539
                   2006                           173,351
                   2007                           175,530
                   2008                           124,882
                   Remaining after 5 yrs          141,639
                                                 --------
                 Total minimum lease payment   $  947,553
                                                 ========



The rent  expenses  were  $81,470 and $47,478 for the period ended June 30, 2003
and 2002, respectively.

15.   SUBSEQUENT EVENT

Effective July 21, 2003, the Company changed its name to PracticeXpert, Inc. and
the Company effectuated 20:1 reverse split of the common stock.



                                       12
<PAGE>


ITEM 2.   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
          RESULTS OF OPERATIONS.

The following  discussion and analysis  should be read in  conjunction  with the
Company's financial statements, including the notes thereto, appearing elsewhere
in this Report.

THIS  QUARTERLY  REPORT ON FORM 10-QSB  CONTAINS  STATEMENTS  RELATING TO FUTURE
RESULTS OF THE COMPANY (INCLUDING CERTAIN  PROJECTIONS AND BUSINESS TRENDS) THAT
ARE "FORWARD-LOOKING STATEMENTS" AS DEFINED IN THE PRIVATE SECURITIES LITIGATION
REFORM ACT OF 1995. ACTUAL RESULTS MAY DIFFER MATERIALLY FROM THOSE PROJECTED AS
A RESULT OF  CERTAIN  RISKS AND  UNCERTAINTIES,  INCLUDING  BUT NOT  LIMITED  TO
CHANGES IN POLITICAL AND ECONOMIC  CONDITIONS,  DEMAND FOR AND MARKET ACCEPTANCE
OF NEW AND EXISTING PRODUCTS, AS WELL AS OTHER RISKS AND UNCERTAINTIES  DETAILED
FROM TIME TO TIME IN THE FILINGS OF THE COMPANY WITH THE SECURITIES AND EXCHANGE
COMMISSION.

Overview
--------

Thaon   Communications,   Inc.,  a  Nevada  corporation  (the  "Company"),   was
incorporated under the name Engineering Services, Inc., on July 13, 1984.

On  March  25,  2003,  the  Company  entered  into a  stock  purchase  agreement
("Purchase  Agreement") with Practice Xpert Services Corp. ("PXSC") a California
corporation,  and  Jonathan  Doctor,  Zima Hartz,  Monica  Dedovich  and Michael
Manahan  ("Selling  Group") to acquire 92% of the  outstanding  stock of PXSC in
exchange  for a  combination  of  common  and  Series C  preferred  stock of the
Company.  Completion of the  transaction  was contingent  upon the PXSC board of
directors receiving and approving the Company's audited financial statements for
the year ended  December 31,  2002.  On April 11, 2003 the board of directors of
PXSC  approved  the  Company's  audited  financial  statements  and the  Company
completed the  acquisition.  The Selling Group  received  153,411,925  shares of
common  stock and  1,845,000  shares of Preferred  Series C stock,  constituting
72.75% of our voting securities.

Subsequent to the  acquisition of PXSC, the Company's new management  decided to
discontinue the  communications  and media line of business and instead focus on
further developing the medical billing and practice  management line of business
of Practice  Xpert.  In April 2003, the Company made the decision to discontinue
the operations of its last two remaining  communications and media subsidiaries,
The Clover,  Inc.  ("Clover") and Prime Time Distribution  ("PTD").  On June 30,
2003 the Company sold 100% of Clover to Steve Acquavia, a former director of the
Company and the sole  employee of Clover,  for 100,000  shares of the  Company's
common  stock.  PTD  remains  as  a  non-operating   subsidiary  whose  business
operations have been discontinued.

On or about  July 15,  2003 the  Company  filed a  revision  to it  articles  of
incorporation  with  the  State of  Nevada  and  changed  its  name  from  Thaon
Communications,  Inc.  to  PracticeXpert,  Inc.  so that its name  would  better
reflect the primary business of the Company.


                                       13
<PAGE>


On July 31, 2003 the Company acquired all of the outstanding stock of Healthcare
Billing  Solutions,  Inc.,  Great Falls,  Montana,  a small medical  billing and
practice management company operating in the Great Falls area.

Practice Xpert
--------------

PXSC,  and now  PracticeXpert,  Inc.,  is a healthcare  technology  and services
company in the business of developing and deploying  systems,  technologies  and
services designed to improve operational efficiencies, reduce billing errors and
enhance cash flow for medical  practitioners.  Its services  revolve  around its
hand-held patient encounter  system,  PXpert(TM),  and includes medical billing,
collections,  transcription,  clinical trial accruals,  contracting and practice
management.  PXSC has sought patent protection for the PXpert system by filing a
U.S. Patent Application.  PracticeXpert bundles its technology applications with
its billing and other  practice  management  services to provide a complete  and
integrated  solution  to its  physician  customers.  PracticeXpert,  through its
operating  subsidiaries  in California,  Idaho and Montana,  currently  provides
services to  physicians  in a number of states,  including  Alaska,  California,
Idaho, Montana, Washington and Nevada. PXSC employs approximately 55 people, and
has grown by  utilizing  a  strategy  of  acquiring  operating  medical  billing
companies, then using its technology to improve operational efficiencies for its
customers, and to reduce operating expenses of the business.

Results of Operations
---------------------

The following  sections discuss the results of operations for the second quarter
and six month period ended June 30, 2003  compared to the results of  operations
for the second quarter and six month period ended June 30, 2002 and were derived
from our  financial  statements  and notes  thereto  included in this  quarterly
report which are  unaudited,  and related  records.  Historical  results are not
necessarily  indicative  of results that may be expected for any future  period.
The following  information data should be read in conjunction with our unaudited
financial statements, including the related footnotes.

Net revenue was $924,172  for the three  months ended June 30, 2003  compared to
$283,081 for the three months ended June 30, 2002.  Revenues in 2003 period were
greater as a result of new business,  and as a result of the  acquisition  of KR
Johnson & Associates, which occurred in the third quarter of 2002.

Net revenues for the six months ended June 30, 2003 were  $1,527,645 as compared
to net revenues for the six months ended June 30, 2002 of $491,521.  Revenues in
the six month  period were also  greater as a result of new  business,  and as a
result of the  acquisition  of KR Johnson &  Associates,  which  occurred in the
third quarter of 2002.

Our operating  expenses for the three months ended June 30, 2003 were $1,306,309
compared  to  $275,033  for the three  months  ended  June 30,  2002.  Operating
expenses  increased in 2003 over 2002 due to expenses  related to servicing  new
business,  incorporation of the operating  expenses of the acquired KR Johnson &
Associates,   costs   associated   with  merging   Practice   Xpert  into  Thaon

                                       14
<PAGE>

Communications, and costs associated with being a publicly traded company. Also,
during the quarter the Company incurred certain expenses at it began to put into
place its national sales and marketing  strategy,  incurred  expenses related to
its  continued  pursuit of  acquisition  opportunities  and  continued  to incur
expenses related to the ongoing development of its patent-pending software.

Our operating  expenses for the six months ended June 30, 2003 were  $1,991,330,
compared to $512,308 for the six months ended June 30, 2002.  Operating expenses
increased in 2003 over 2002 due to expenses  related to servicing  new business,
incorporation of the operating expenses of the acquired KR Johnson & Associates,
costs  associated  with merging  Practice Xpert into Thaon  Communications,  and
costs  associated  with being a publicly traded  company.  Also,  during the six
month period the Company incurred certain expenses at it began to put into place
its national  sales and marketing  strategy,  incurred  expenses  related to its
continued pursuit of acquisition opportunities,  and continued to incur expenses
related to the ongoing development of its patent-pending software.

We had a net loss of $676,726,  or a basic and diluted net loss per common share
of $0.08,  for the three  months  ended June 30, 2003  compared to a net loss of
$38,808,  or a basic and  diluted  net loss per common  share of $0.00,  for the
three  months  ended June 30,  2002.  Net loss for the current  period  includes
$313,925 in expenses paid in stock,  a $116,761 loss relating to a note that was
exchanged for common stock, and $189,967 in accrued dividends on Preferred Stock
which are payable in stock, at the Company's option.

We had a net loss of  $1,044,140,  or a basic and  diluted  net loss per  common
share of $0.13,  for the six months ended June 30, 2003 compared to a net income
of $236,256, or a basic and diluted net income per common share of $0.03 for the
comparable  six months in 2002.  The net loss for the six month period  includes
$378,795 in expenses paid in stock,  a $116,761 loss relating to a note that was
exchanged for common  stock,  $208,627 in accrued  dividends on Preferred  Stock
which are payable in stock, at the Company's option,  and $240,193 recorded as a
loss  on   discontinued   operations  and  related  to  the  business  of  Thaon
Communications  prior to its merger with Practice Xpert.  The net income for the
six month period in 2002 included a gain on the settlement of debt of $305,968.

We believe a significant  measure of our progress in accomplishing  our business
objectives is the number of customers we service,  the number  physicians  those
customers  include,  and the number of deployed  hand-held devices utilizing our
PXpert patient  encounter system being used, and paid for, by our customers.  As
of June 30, 2003 we had 26 customers,  which included 50 physicians,  and we had
26 hand-held devices utilizing our PXpert patient encounter system being used by
our customers.

Liquidity And Capital Resources
-------------------------------

As of June 30, 2003,  PracticeXpert  had $57,641 in cash and cash  equivalents..
Current assets at June 30, 2003 were $317,502,  compared to current  liabilities
of $6,381,508,  resulting in a working  capital  deficit of  $6,064,006.  Of the
current   liabilities  at  June  30,  2003,   $3,926,569  are  liabilities  from
discontinued operations,  the majority of which are included under the Chapter 7

                                      15
<PAGE>

bankruptcy  filings for two of our  subsidiaries,  $634,187 relates to dividends
payable on Preferred Stock,  which may be paid in stock at the Company's option,
and $422,781 relating to subscriptions agreements for stock not yet issued.

Our only  sources of  liquidity  are our bank  accounts,  the our unused  credit
facilities,  which at June 30,  2003  were  fully  drawn  and our  revenues.  In
conjunction with the completion of the acquisition of PXSC we began a process of
diligently  seeking  capital  for the firm to allow us to embark on a program of
expansion  for  PXSC,  as well as pay  certain  obligations  resulting  from the
operations of Thaon prior to its  acquisition  of PXSC. We raised  approximately
$45,000  during  the six months  ended  June 30,  2003 from the sale of stock to
investors,  and were able to acquire  in excess of  $300,000  worth of  business
services in exchange  for stock.  We continue  to seek  capital,  primarily  for
expansion  plans,  but to date we have  received  no  material  commitments  for
capital  and  there  can be no  assurances  that  we  will  receive  the  needed
investment  capital to fully execute on our business  plans,  pay off any of the
outstanding liabilities, and/or maintain operations.

Due to numerous  economic and competitive  risks, any or all of which may have a
material  adverse impact upon our operations,  there can be no assurance that we
will be able to successfully generate significant revenues or achieve a level of
profits  which will  permit us to stay in  business.  However,  we believe  cash
generated  from net revenues  will be  sufficient to fund all of our general and
administrative expenditures for the next twelve months.

Fluctuations in Operating Results; Seasonality
----------------------------------------------

Annual and quarterly  fluctuations in our results of operations may be caused by
the timing and amount of  payments  received  by our  customers,  upon which our
revenues  are  based..  Our future  results  also may be affected by a number of
factors,  including our ability to offer our services at competitive  prices and
to  anticipate  customer  demands.  Our results may also be affected by economic
conditions in the geographical  areas in which we operate.  All of the foregoing
may result in substantial unanticipated quarterly earnings shortfalls or losses.
Due to all of the foregoing, we believe that period-to-period comparisons of our
results of operations  are not  necessarily  meaningful and should not be relied
upon as indicative of future performance.

Inflation
---------

We  believe  that  our  revenue  and  results  of   operations   have  not  been
significantly impacted by inflation since we began operations.



                                       16
<PAGE>

ITEM 3.   CONTROLS AND PROCEDURES

Our  President  and Chief  Financial  Officer (the  "Certifying  Officers")  are
responsible for establishing and maintaining  disclosure controls and procedures
for the Company.  The Certifying Officers have designed such disclosure controls
and  procedures  to ensure  that  material  information  is made  known to them,
particularly during the period in which this report was prepared. The Certifying
Officers have evaluated the effectiveness of the Company's  disclosure  controls
and  procedures  as of the end of the period  covered by this report and believe
that the Company's disclosure controls and procedures are effective based on the
required  evaluation.  During the period  covered by this report,  there were no
changes in internal controls that materially affected,  or are reasonable likely
to materially affect, the Company's internal control over financial reporting.

                                       17
<PAGE>


                           PART II - OTHER INFORMATION

ITEM 1.   LEGAL PROCEEDINGS

The  landlord of the building  where the  corporate  office was located  filed a
Complaint  against the Company for the unpaid  rental  payments  and  overvalued
stock security paid for prepaid rent in the amount of $212,000. On July 18, 2003
the Company settled the complaint for a cash payment of $20,000.

On August 22, 2002, Woltjen Law Firm, PLLC sued the Company,  Adam Anthony, Doug
Mondo,  Steve  Aquavia,  David Nelson and Robert  McNeill,  all former  officers
and/or directors of the Company.  The plaintiff alleges that it was fraudulently
induced by the Company to provide  legal  services by false  promises of payment
and that the  Company  is in breach  of  contract.  In an effort to settle  this
matter,  the Company  agreed to make  periodic  payments to Woltjen and believes
that by the end of  September  30,  2003 the case will be settled  and the legal
action dismissed.

ITEM 2.   CHANGES IN SECURITIES

During the period ended June 30, 2003,  the Company  converted  20,000 shares of
series F Convertible Preferred Stock to 10,000 shares of common stock.

During the period  ended June 30,  2003,  the  Company  issued  common  stock in
exchange  for  various  services as follows:  28,312  shares of common  stock as
promotional & tradeshow  fees  recorded in the financial  statements as $37,020;
140,000 shares of common stock for consulting services recorded in the financial
statements as $299,955; 7,500 shares of common stock for legal services recorded
in the financial  statements  as $16,125;  3,979 shares of common stock for rent
recorded in the financial statements as $3,600; 20,000 shares of common stock in
exchange of video production  services  recorded in the financial  statements as
$22,095;  281,836 shares of common stock recorded in the financial statements as
$257,679 for the  settlement  of a note  payable in the amount of $140,918.  The
difference  between  the note  payable and the value of stock as recorded in the
financial  statements,  of $116,761 was recorded as a loss on settlement of debt

                                       18
<PAGE>

in the period ended June 30,  2003.  The Company  also issued  22,500  shares of
common  stock for payment of accounts  payable  and  accrued  expense  totalling
$49,425.  These transactions were exempt from registration under Section 4(2) of
the  Securities  Act of 1933,  as  amended,  (the  "Act") as a  transaction  not
involving any public offering.

During the period ended June 30, 2003 the Company  received  cash of $44,980 for
70,000  shares  which are to be issued.  The Company is also  obligated to issue
4,500 shares in payment of accrued interest of $9,720.  These  transactions were
exempt from  registration  under Section 4(2) of the  Securities Act of 1933, as
amended, (the "Act") as a transaction not involving any public offering.

On June 30, 2003 the  Company  sold 100% of Clover to Steve  Acquavia,  a former
director  of  the  Company  and  the  sole  employee  of  Clover,   for  100,000
(pre-reverse  split) shares of the Company's  common stock.  The certificate for
100,000 shares is to be returned to the Company and cancelled.

ITEM 3.   DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4.   SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

On April 15, 2003,  by a Majority  Written  Consent of the  Shareholders  of the
Company,  in lieu of an annual meeting,  the majority of the shareholders of the
Company consented to and adopted the following resolutions:

    1)   Approval of the minutes of prior  meetings and written  consents of the
         Shareholders;
    2)   Election of Jonathan Doctor,  Michael Manahan,  Zima Hartz,  Monica
         Dedovich and Joseph Simone as directors of the Corporation for a term
         of one year  or until their successors are duly elected and qualified;
    3)   Approval  of an  amendment to the Company's  articles of  Incorporation
         to effect a one for twenty  reverse  stock split and name  change; and
    4)   Ratification of Kabani & Co. as the Company's independent public
         accountants for the fiscal year ended December 31, 2003.

As a result of the above Majority  Written  Consent of the  Shareholders,  on or
about May 5, 2003 the Company mailed to all  shareholders  of record as of April
24, 2003 an  information  statement  pursuant to Section 14(c) of the Securities
Exchange Act of 1934.


ITEM 5.  OTHER INFORMATION

None.



                                       19
<PAGE>


ITEM 6.   EXHIBITS AND REPORTS ON FORM 8-K


1.        The following Exhibits are filed herein:

          No.          Title
          ---          -----

          31.1         Certification of Chief Executive Officer Pursuant to the
                       Securities Exchange Act of 1934, Rules 13a-14 and 15d-14,
                       as adopted pursuant to Section 302 of the Sarbanes-Oxley
                       Act of 2002
          31.2         Certification of Chief Financial Officer Pursuant to the
                       Securities Exchange Act of 1934, Rules 13a-14 and 15d-14,
                       as adopted pursuant to Section 302 of the Sarbanes-Oxley
                       Act of 2002
          32.          Certification Pursuant to 18 U.S.C. Section 1350, as
                       Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act
                       of 2002

2.        Reports on Form 8-K filed:

          (a)          On April 22, 2003, the Company filed a Current Report
                       on Form 8-K to  report  its  acquisition  a change in
                       control,  the  acquisition of 92% of the  outstanding
                       stock  of  Practice  Xpert  Services  Corp.,  and the
                       resignation  of  and   appointment  of  officers  and
                       directors.

          (b)          On April 23,  2003,  the Company  amended its Current
                       Report on Form 8-K regarding the acquisition.

          (c)          On July 25, 2003, the Company filed a Current Report
                       on Form 8-K to report its sale of all of the outstanding
                       stock of The Clover, Inc.


                                       20
<PAGE>


                                   SIGNATURES


In accordance with the  requirements of the Exchange Act, the registrant  caused
this  report to be  signed on its  behalf  by the  undersigned,  thereunto  duly
authorized.

                                              PRACTICEXPERT, INC.


DATED: August 19, 2003                     By: /s/ Jonathan Doctor
                                               -------------------
                                               Jonathan Doctor
                                               Chief Executive Officer, Director
                                               (Principal Executive Officer)


DATED: August 19, 2003                     By: /s/ Michael Manahan
                                               -------------------
                                               Michael Manahan
                                               Chief Financial Officer, Director
                                               (Principal Financial Officer and
                                               Principal Accounting Officer)

                                       21